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                                                         Exhibit 5



                   [MASLON EDELMAN BORMAN & BRAND LETTERHEAD]



                                August 28, 1998


Cafe Odyssey, Inc.
4801 West 81st Street, Suite 112
Bloomington, Minnesota   55437

      Re:  Registration Statement on Form S-8

Ladies and Gentlemen:

      We have acted on behalf of Cafe Odyssey, Inc. (the "Company") in
connection with a Registration Statement on Form S-8 filed by the Company with
the Securities and Exchange Commission (the "Registration Statement"), relating
to a total of 1,325,000 shares of Common Stock, $.01 par value (the "Shares"):
75,000 shares to be issued by the Company pursuant to certain Director Stock
Option Agreements (the "Agreements") and 1,250,000 shares to be issued by the
Company under the 1997 Stock Option and Compensation Plan (the "Plan"). Upon
examination of such corporate documents and records as we have deemed necessary
or advisable for the purposes hereof and including and in reliance upon certain
certificates by the Company, it is our opinion that:

      1. The Company is a validly existing corporation in good standing under
the laws of the State of Minnesota.

      2. The Shares, when issued and paid for as contemplated by the Agreements
or the Plan, and when delivered against payment therefor in the manner
contemplated by the Agreements or the Plan, will be validly issued, fully paid
and non-assessable.

      We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.

                        Very truly yours,

                        Maslon Edelman Borman & Brand, LLP